AmeriSource Completes Acquisition of C. D. Smith Healthcare.MALVERN, Pa.--(BUSINESS WIRE)--July 8, 1999-- AmeriSource Health Corporation (NYSE NYSE See: New York Stock Exchange :AAS), one of the nation's leading pharmaceutical distributors, announced today that it has completed the acquisition of C. D. Smith Healthcare, Inc. a full-service regional pharmaceutical distributor. Shareholders of C. D. Smith approved the sale to AmeriSource at its shareholders' meeting shareholders' meeting n. a meeting, usually annual, of all shareholders of a corporation (although in large corporations only a small percentage attend) to elect the Board of Directors and hear reports on the company's business situation. yesterday. C. D. Smith, headquartered in St. Joseph, Missouri, ranks among the top 10 largest pharmaceutical distributors in the U.S. and has one of the strongest market shares among all distributors in its core Midwestern U.S. territory. With annual operating revenue operating revenue Revenue from any regular source. Revenue from sales is adjusted for discounts and returns when calculating operating revenue. Compare other revenue. approaching $800.0 million for its fiscal year ended February 1999, C. D. Smith posted a compounded annual growth rate of 52.5% over the last three years. Strategically, C. D. Smith provides a well-established customer base for AmeriSource in the important Midwestern and New England New England, name applied to the region comprising six states of the NE United States—Maine, New Hampshire, Vermont, Massachusetts, Rhode Island, and Connecticut. The region is thought to have been so named by Capt. regions. "The C. D. Smith acquisition is consistent with our growth plan and goal to be stronger in key regions throughout the country. This important acquisition represents the formation of a synergistic partnership that's a win-win all the way around," said R. David Yost David Harold Yost (born January 7, 1969) is an American actor known for his role on the television series Mighty Morphin Power Rangers. Biography Early life , AmeriSource President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. . He continued, "This acquisition reflects our commitment to maximize operating performance as we build on a solid business that extends our position as an industry leader. Culturally, our management style and marketing strategies provide our respective customers with unparalleled service and, as a result of this business combination, the C. D. Smith customers may now lever our value added Value Added The enhancement a company gives its product or service before offering the product to customers. Notes: This can either increase the products price or value. services to boost their competitive power." As previously announced, AmeriSource will offer C. D. Smith shareholders a fixed exchange of 2.69 million shares of its common stock for all of the outstanding common shares of C. D. Smith. AmeriSource will also assume $80 million in long-term debt Long-Term Debt Loans and financial obligations lasting over one year. Notes: For example debts obligations such as bonds and notes which have maturities greater than one year would be considered long-term debt. for a total transaction value of $149.4 million based on AmeriSource's closing stock price of $25.81 on July 8, 1999. The combination has been structured as a tax-free transaction and will be accounted for as a pooling of interests Pooling of Interests An accounting method, used in mergers and acquisitions, where the balance sheet items of the two companies are simply added together. Notes: The opposite of pooling of interests is the purchase acquisition method. . Accordingly, AmeriSource will restate its historical financial results in the fourth quarter of fiscal 1999. AmeriSource Health Corporation is a Fortune 200 company with revenue of $8.7 billion for fiscal 1998. The Company is one of the nation's leading pharmaceutical distributors and serves the healthcare industry from a nationwide network of 22 strategically located distribution centers. News and additional information about AmeriSource are available at www.amerisource.com Certain information contained in this press release includes forward-looking statements (as defined in Section 27A of the Securities Act and Section 21E of the Exchange Act) that reflect the Company's current views with respect to future events and financial performance. Certain factors such as competitive pressures, success of restructuring initiatives, continued industry consolidation, changes in customer mix, changes in pharmaceutical manufacturers' pricing and distribution policy, the loss of one or more key customer or supplier relationships and other matters contained in the company's Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for fiscal year 1998 and other public documents could cause actual results to differ materially from those in the forward-looking statements. The Company assumes no obligation to update the matters discussed in this press release. |
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